BJ’s Restaurants, Inc. (NASDAQ: BJRI) today announced that it
entered into definitive agreements to sell $70 million of common
stock to Act III Holdings, LLC. and funds and accounts advised by
T. Rowe Price Associates, Inc. (collectively “the investors”).
“On behalf of our team members, shareholders,
Board of Directors and all BJ’s stakeholders, we are delighted to
announce this new investment by Ron Shaich and Act III, and by
funds and accounts advised by T. Rowe Price Associates,” commented
Greg Trojan, Chief Executive Officer. “The capital raise
announced today, together with other recent actions we have taken,
will enhance BJ’s liquidity and strengthen our ability to welcome
back our team members and re-open dine-in service at our
restaurants in accordance with the social distancing and safety
protocols mandated by state and local governments to ensure the
health and safety of our guests and team members. The investment by
Act III and T. Rowe Price Associates recognizes the strength of the
BJ’s concept and brand, our long-term focus on sales driving and
productivity initiatives, our future growth prospects, and the
daily commitment of our valued team members. We are grateful for
the confidence expressed by Act III and T. Rowe Price Associates in
BJ’s long-term outlook and look forward to benefiting from their
collective experience and resources, which we believe will prove
invaluable as we re-open our dining rooms and continue to deliver
the delicious food, dining experiences and guest service and
hospitality that consumers have come to love and expect from
BJ’s.”
Ron Shaich, Managing Partner of Act III
Holdings, LLC said, “I have long admired BJ’s differentiated
position within casual dining and the quality of its execution. The
result is a company that is generating some of the highest average
unit sales and guest traffic metrics in the industry. This is a
testament to the strength and tenure of BJ’s management team, from
the Restaurant Support Center down to the restaurants themselves.
BJ’s ability to stay ahead of changing consumer trends, while
remaining true to its brand heritage, provides a platform to ignite
future growth, and the opportunity to more than double its current
restaurant footprint. In sum, we have made this investment to help
ensure BJ’s has the resources and capabilities to thrive well into
the future.”
BofA Securities served as exclusive financial
advisor and Elkins Kalt Weintraub Reuben Gartside LLP served as
legal advisor to BJ’s Restaurants, Inc. in this transaction.
Sullivan & Cromwell LLP served as legal advisors to Act III
Holdings, LLC.
About BJ’s Restaurants,
Inc.BJ’s Restaurants, Inc. (“BJ’s”) is a national brand
with brewhouse roots and a menu where craft matters. BJ’s broad
menu with over 140 offerings has something for everyone:
slow-roasted entrees, like prime rib, BJ’s EnLIGHTened Entrees®
including Cherry Chipotle Glazed Salmon, signature deep dish pizza
and the often imitated, but never replicated world-famous Pizookie®
dessert. BJ’s has been a pioneer in the craft brewing world since
1996, and takes pride in serving BJ’s award-winning proprietary
handcrafted beers, brewed at its brewing operations in five states
and by independent third-party craft brewers. The BJ’s experience
offers high-quality ingredients, bold flavors, moderate prices,
sincere service and a cool, contemporary atmosphere. Founded in
1978, BJ’s owns and operates 209 casual dining restaurants in 29
states: Alabama, Arizona, Arkansas, California, Colorado,
Connecticut, Florida, Indiana, Kansas, Kentucky, Louisiana,
Maryland, Massachusetts, Michigan, Nevada, New Jersey, New Mexico,
New York, North Carolina, Ohio, Oklahoma, Oregon, Pennsylvania,
Rhode Island, South Carolina, Tennessee, Texas, Virginia and
Washington. All restaurants offer dine-in, take-out, delivery and
large party catering. Due to the COVID-19 crisis, dine-in service
is currently not available in a majority of our restaurants, menu
offerings and hours are limited, and four restaurants have
temporarily been closed. For more BJ’s information, visit
http://www.bjsrestaurants.com.
About Act III Holdings, LLCAct
III Holdings is a Boston-based, evergreen investment vehicle formed
by Ron Shaich, founder and former chairman and chief executive
officer of Panera Bread. Act III invests in restaurant and
consumer-facing enterprises that enjoy differentiated positions,
benefit from consumer tailwinds, and have the potential to dominate
their particular niche. Portfolio investments benefit from the
industry specific insights and capabilities of Act III and its
partners. Existing Act III investments include Cava/Zoes Kitchen,
Tatte, Life Alive Café, Clover Food Lab and Level 99. For more Act
III information, visit www.act3h.com.
About T. Rowe PriceFounded in
1937, Baltimore-based T. Rowe Price is a global investment
management organization that provides a broad array of mutual
funds, subadvisory services, and separate account management for
individual and institutional investors, retirement plans, and
financial intermediaries. T. Rowe Price's strategic investing
approach is disciplined and risk-aware, focusing on
diversification, style consistency, and fundamental research. For
more T. Rowe Price information, visit
http://www.troweprice.com.
Forward-Looking Statements
DisclaimerCertain statements in the preceding paragraphs
and all other statements that are not purely historical constitute
“forward-looking” statements for purposes of the Securities Act of
1933 and the Securities Exchange Act of 1934, as amended, and are
intended to be covered by the safe harbors created thereby. Such
statements include, but are not limited to, those regarding
expected comparable restaurant sales and margin growth in future
periods, total potential domestic capacity, the success of various
sales-building and productivity initiatives, future guest traffic
trends, construction cost savings initiatives and the number and
timing of new restaurants expected to be opened in future periods.
These “forward-looking” statements involve known and unknown risks,
uncertainties and other factors which may cause actual results to
be materially different from those projected or anticipated.
Factors that might cause such differences include, but are not
limited to: (i) the effect of the COVID-19 pandemic on our
restaurant sales and operations, our supply chain and the ability
of our suppliers to continue to timely deliver food and other
supplies necessary for the operation of our restaurants, the
ability to manage costs and reduce expenditures and the
availability of additional financing, (ii) our ability to manage
new restaurant openings, (iii) construction delays, (iv) labor
shortages, (v) increases in minimum wage and other employment
related costs, including compliance with the Patient Protection and
Affordable Care Act and minimum salary requirements for exempt team
members, (vi) the effect of credit and equity market disruptions on
our ability to finance our continued expansion on acceptable terms,
(vii) food quality and health concerns and the effect of negative
publicity about us, our restaurants, other restaurants, or others
across the food supply chain, due to food borne illness or other
reasons, whether or not accurate, (viii) factors that impact
California, Texas and Florida, where a substantial number of our
restaurants are located, (ix) restaurant and brewery industry
competition, (x) impact of certain brewing business
considerations, including without limitation, dependence upon
suppliers, third party contractors and distributors, and related
hazards, (xi) consumer spending trends in general for casual dining
occasions, (xii) potential uninsured losses and liabilities due to
limitations on insurance coverage, (xiii) fluctuating commodity
costs and availability of food in general and certain raw materials
related to the brewing of our craft beers and energy requirements,
(xiv) trademark and service-mark risks, (xv) government regulations
and licensing costs, (xvi) beer and liquor regulations, (xvii) loss
of key personnel, (xviii) inability to secure acceptable sites,
(xix) legal proceedings, (xx) other general economic and regulatory
conditions and requirements, (xxi) the success of our key
sales-building and related operational initiatives, (xxii) any
failure of our information technology or security breaches with
respect to our electronic systems and data, and (xxiii) numerous
other matters discussed in the Company’s filings with the
Securities and Exchange Commission, including its recent reports on
Forms 10-K, 10-Q and 8-K. The “forward-looking” statements
contained in this press release are based on current assumptions
and expectations, and BJ’s Restaurants, Inc. undertakes no
obligation to update or alter its “forward-looking” statements
whether as a result of new information, future events or
otherwise.
For further information, please contact Greg
Levin of BJ’s Restaurants, Inc. at (714) 500-2400 or JCIR at (212)
835-8500 or at bjri@jcir.com.
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